From term sheet to SPA: a realistic timeline

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Week 0–1: Kickoff
Data room, workstreams, counsel alignment.
Week 2–3: Drafts
SPA first draft, disclosure letter outline, diligence Q&A.
Week 4–5: Negotiation
Reps and warranties, covenants, indemnities, caps and baskets.
Week 6+: Closing prep
CP tracker, regulatory filings, signing mechanics.
Timelines vary. Bottlenecks are usually diligence and approvals, not the documents.


